Master Service Agreement (MSA)
Terms of Service
This Master Service Agreement ("Agreement") is entered into between Badger ("Badger") and the customer identified in an applicable Order Form ("Customer").
1. Services
Badger provides access to its AI platforms, including Asfur (AI-powered OSINT and intelligence analysis) and Chatifai (AI Knowledge-as-a-Service platform), as specified in the applicable Order Form.
2. Data Protection Roles
- Customer is the Data Controller of Customer Data.
- Badger acts as a Data Processor.
Each party shall comply with applicable data protection laws, including GDPR.
3. Customer Responsibilities
Customer represents and warrants that:
- It has obtained all required notices and consents
- Customer Data is collected and provided lawfully
- Instructions provided to Badger comply with applicable law
4. Data Processing Obligations (DPA)
Badger shall:
- Process Customer Data only on documented instructions
- Ensure confidentiality of authorized personnel
- Implement appropriate technical and organizational measures
- Assist Customer with data subject requests
- Notify Customer of personal data breaches without undue delay
5. AI-Specific Safeguards
- Customer Data is isolated per tenant
- No cross-customer data usage
- No training of public AI models on Customer Data
- Full logging and traceability of access and interactions
6. Sub-Processors
- Badger may engage sub-processors subject to contractual safeguards
- Customer will be notified of material changes
7. Security and Compliance
Badger maintains an information security program aligned with:
- ISO/IEC 27001
- SOC 2 Trust Services Criteria
Audit reports may be made available upon reasonable request.
8. Data Retention and Deletion
- Customer Data is retained for the term of the Agreement
- Upon termination, data will be deleted or returned, subject to legal obligations
9. Confidentiality
Each party shall protect the other's Confidential Information using reasonable safeguards.
10. Limitation of Liability
Except for willful misconduct or data protection obligations, liability is limited as set forth in the Order Form.
11. Governing Law
This Agreement shall be governed by the laws specified in the Order Form, with GDPR compliance as a baseline.
12. Entire Agreement
This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements.
IN WITNESS WHEREOF, the parties have entered into this Agreement as of the Effective Date.